Terms and conditions of use

Dear Sir or Madam,

On 18 August 2021, the Terms and Conditions of the online shop www.yokaba.pl and b2b.yokaba.pl will come into force

TERMS AND CONDITIONS OF THE ONLINE SHOP

A contract between the Buyer and the Seller may be concluded in two ways.

The Buyer has the right, prior to placing an order, to negotiate any terms of the contract with the Seller, including those amending the provisions of these terms and conditions. Such negotiations should be conducted in writing and sent to the Seller’s address (Yokaba sp. z o.o., ul. Żwirowa 28, 05-506 Wilcza Góra, Poland).

Should the Buyer decline the option to conclude a contract through individual negotiations, these Terms and Conditions and the relevant provisions of law shall apply.

§1 Definitions

1. Postal address – first name and surname or name of the institution, location within the town or village (in the case of a town or village divided into streets: street, building number, flat or premises number; in the case of a locality not divided into streets: the name of the locality and the property number), postcode and town/city.

2. Address for complaints:

Yokaba sp. z o.o.
ul. Żwirowa 28
05-506 Wilcza Góra
Poland

3. Delivery price list – a summary of available delivery methods and their costs.

4. Contact details: Yokaba sp. z o.o., ul. Żwirowa 28, 05-506 Wilcza Góra, Poland; email: bok@yokaba.pl; telephone: +48 782 53 53 53

5. Delivery – the type of transport service, including the name of the carrier and the cost, as specified in the delivery price list.

6. Proof of purchase – an invoice, bill or receipt issued in accordance with the Goods and Services Tax Act of 11 March 2004, as amended, and other relevant legal provisions.

7. Product page – a single subpage of the shop containing information about a single product.

8. Customer – a natural person of legal age with full legal capacity, a legal person or an organisational unit without legal personality but possessing legal capacity, making a purchase from the Seller directly related to their business or professional activity.

9. Customer with consumer rights – a Customer who is a natural person conducting business activity registered in the Central Register and Information on Economic Activity (CEIDG), who enters into a Contract directly related to their business activity, provided that the terms of the Contract indicate that it is not of a professional nature for them, as evidenced in particular by the nature of their business activity as recorded in the CEIDG (including, in particular, the PKD codes).

10. Civil Code – the Act of 23 April 1964 – Civil Code.

11. Code of Good Practice – a set of rules of conduct, and in particular ethical and professional standards, referred to in Article 2(5) of the Act of 23 August 2007 on counteracting unfair market practices.

12. Consumer – a natural person of legal age with full legal capacity, making a purchase from the Seller that is not directly related to their business or professional activity.

13. Shopping basket – a list of products compiled from those offered in the shop based on the Buyer’s selections.

14. Buyer – meaning both a Consumer, a Customer, and a Customer with consumer rights.

15. Place of delivery – the postal address or collection point specified by the Buyer in the order.

16. Time of delivery – the time at which the Buyer, or a third party designated by the Buyer to collect the goods, takes possession of the goods.

17. Payment – the method of payment for the subject matter of the contract and delivery.

18. Consumer Law – the Act of 30 May 2014 on Consumer Rights.

19. Product – the minimum and indivisible quantity of goods that may be the subject of an order, which is specified in the Seller’s shop as the unit of measurement used to determine its price (price per unit).

20. Subject-matter of the contract – the products and delivery that form the subject-matter of the contract.

21. Subject of performance – the subject of the contract.

22. Collection point – the place of handover of the goods, other than a postal address, as listed in the schedule provided by the Seller in the shop.

23. Item – a movable item that may be or is the subject of the contract.

24. Shop – the online service available at yokaba.pl and b2b.yokaba.pl, through which the Buyer may place an order.

25. Seller:

Yokaba spółka z ograniczoną odpowiedzialnością
, with its registered office in Wilcza Góra at ul. Żwirowa 28, 05-506 Wilcza Góra
, entered in the Register of Entrepreneurs by the District Court for the Capital City of Warsaw in Warsaw, 14th Commercial Division of the National Court Register, KRS No.: 0000901003, REGON: 388984100, NIP: 1231494244.

BANK ACCOUNT – PLN: 85 1050 1025 1000 0090 3244 3880.

IBAN:

SWIFT:

BANK ACCOUNT FOR INTERNATIONAL TRANSFERS – EUR:
84 1050 1025 1000 0090 3244 3898

26. System – a set of interconnected IT devices and software that enables the processing and storage, as well as the sending and receiving of data via telecommunications networks using terminal equipment appropriate for the type of network in question, commonly referred to as the Internet.

26. Delivery time – the number of hours or working days specified on the product page.

27. Contract – a contract concluded outside the trader’s premises or at a distance within the meaning of the Act of 30 May 2014 on consumer rights in the case of Consumers, and a contract of sale within the meaning of Article 535 of the Act of 23 April 1964 – the Civil Code – in the case of Buyers.

28. Defect – both a physical defect and a legal defect.

29. Physical defect – non-conformity of the goods sold with the contract, and in particular if the goods:

1) lacks the characteristics which an item of that kind ought to have in view of the purpose specified in the contract or arising from the circumstances or its intended use;

2) lacks the characteristics the Seller assured the Consumer existed;

3) is not fit for the purpose of which the Consumer informed the Seller at the time the contract was concluded, and the Seller did not raise any objection to such intended use;

4) it was delivered to the Consumer in an incomplete condition;

5) in the event of incorrect installation and commissioning, where these activities were carried out by the Seller or a third party, for whom the Seller is responsible, or by the Consumer, who acted in accordance with the instructions received from the Seller;

6) it does not possess the characteristics as assured by the manufacturer or their representative, or by a person who places the goods on the market in the course of their business, or by a person who, by affixing their name, trade mark or other distinguishing mark to the goods sold, presents themselves as the manufacturer, unless the Seller was unaware of such assurances or, judging reasonably, could not have been aware of them, or they could not have influenced the Consumer’s decision to conclude the contract, or where their content was rectified prior to the conclusion of the contract.

30. Legal defect – a situation where the item sold is owned by a third party or is subject to a third party’s right, as well as where a restriction on the use or disposal of the item results from a decision or ruling by a competent authority.

31. Order – a declaration of intent by the Buyer made via the online shop, clearly specifying: the type and quantity of products; the delivery method; the method of payment; the place of delivery of the goods; and the Buyer’s details, and which is directly intended to bring about the conclusion of a contract between the Buyer and the Seller.

§2 General Terms and Conditions

1. The contract is concluded in Polish, in accordance with Polish law and these terms and conditions.

2. The place of delivery must be within the territory of the Republic of Poland.

3. The Seller is obliged and undertakes to provide services and deliver goods free from defects.

4. All prices quoted by the Seller are expressed in Polish currency and are gross prices (including VAT). Product prices do not include delivery costs, which are specified in the delivery price list.

5. All time limits are calculated in accordance with Article 111 of the Civil Code; that is, a time limit specified in days ends at the end of the last day, and if the start of a time limit specified in days is a specific event, the day on which that event occurred is not taken into account when calculating the time limit.

6. The confirmation, provision, recording and safeguarding of all material provisions of the contract, for the purpose of accessing this information in the future, shall take the form of:

1) confirmation of the order by sending the following to the specified email address: the order, a pro forma invoice, information on the right to withdraw from the contract, and these terms and conditions in PDF format, a PDF version of the model withdrawal form, and links to download the Terms and Conditions and the model withdrawal form;

2) to include with the fulfilled order, sent to the specified collection point for printed items: proof of purchase, information on the right to withdraw from the contract, these terms and conditions, and the model withdrawal form.

7. The Seller shall provide information on any warranties granted by third parties for the products available in the shop, of which the Seller is aware.

8. The Seller does not charge any fees for communication with them using means of distance communication, and the Buyer shall bear the costs thereof in the amount specified in the contract they have concluded with a third party providing them with a specific service enabling remote communication.

9. The Seller guarantees to the Buyer using the system that the shop will function correctly in the following browsers: IE version 9 or later, Firefox version 3 or later, Opera version 9 or later, Chrome version 10 or later, Safari with the latest versions of Java and Flash installed, on screens with a horizontal resolution of over 640 px. The use of third-party software that affects the operation and functionality of browsers such as Internet Explorer, Firefox, Opera, Chrome and Safari may affect the correct display of the shop; therefore, to ensure full functionality of the shop, all such software should be disabled.

10. The Buyer may use the option to have the shop save their details to simplify the process of placing a subsequent order. To do this, the Buyer must provide a username and password, which are required to access their account. The username and password are a string of characters chosen by the Buyer, who is obliged to keep them confidential and protect them from unauthorised access by third parties. The Buyer may at any time view, correct, update their details or delete their account on the shop.

11. The Seller adheres to a code of good practice.

12. The Buyer is obliged to:

1) refrain from providing or transmitting content prohibited by law, e.g. content promoting violence, defamatory content or content infringing the personal rights and other rights of third parties,

2) using the shop in a manner that does not disrupt its operation, in particular through the use of specific software or devices,

3) refrain from actions such as: sending or posting unsolicited commercial communications (spam) within the shop,

4) to use the shop in a manner that does not cause inconvenience to other Buyers or to the Seller,

5) to use any content posted on the Shop solely for their own personal use,

6) to use the shop in a manner consistent with the laws in force in the Republic of Poland, the provisions of these Terms and Conditions, and the general principles of netiquette.

§3 Conclusion of the contract and fulfilment

1. Orders may be placed 24 hours a day.

2. To place an order, the Buyer must carry out at least the following steps, some of which may be repeated:

1) add a product to the basket;

2) select a delivery method;

3) select a payment method;

4) select a collection point;

5) placing an order in the shop by clicking the ‘Place order with obligation to pay’ button.

3. The contract with the Consumer is concluded upon placing the order.

4. Orders paid for on delivery are processed immediately, whilst orders paid by bank transfer or via an electronic payment system are processed once the Consumer’s payment has been credited to the Seller’s account, which should take place within 5 days of the order being placed, unless the Consumer was unable to fulfil their obligation through no fault of their own and has informed the Seller of this.

5. The contract with the Customer is concluded upon the Seller’s acceptance of the order, of which the Seller shall inform the Customer within 48 hours of the order being placed.

6. Orders paid for on delivery are processed immediately upon conclusion of the contract, whilst orders paid for by bank transfer or via an electronic payment system are processed after the contract has been concluded and the Customer’s payment has been credited to the Seller’s account.

7. Fulfilment of the Customer’s order may be subject to payment of the full or partial value of the order, or the granting of a trade credit limit of at least the value of the order, or the Seller’s consent to dispatch the order on a cash-on-delivery basis (payable on delivery).

8. The subject matter of the contract is dispatched within the timeframe specified on the product page, and for orders comprising multiple products, within the longest timeframe specified on the relevant product pages. The timeframe commences upon fulfilment of the order.

9. The purchased subject matter of the contract, together with the sales document selected by the Buyer, is dispatched using the delivery method chosen by the Buyer to the delivery address specified by the Buyer in the order, together with the attached appendices, as referred to in §2(6)(2).

10. The Buyer shall be charged the costs of returning the parcel to the sender if, despite it having been dispatched to the Buyer in performance of the contract, it has not been collected by the Buyer. The Buyer’s liability for the costs of returning the parcel to the sender applies exclusively to international shipments.

§4 Right to withdraw from the contract

1. Consumers and customers with consumer rights are entitled, pursuant to Article 27 of the Consumer Rights Act, to withdraw from a distance contract, without giving any reason and without incurring any costs, except for the costs specified in Articles 33 and 34 of the Consumer Rights Act. The provisions of paragraphs 2–13 below concerning the Consumer apply directly to the Customer acting as a consumer.

2. The time limit for withdrawing from a distance contract is 14 days from the date of delivery of the goods, and to meet this deadline it is sufficient to send the notice before the expiry of that period.

3. The Consumer may submit a notice of withdrawal from the contract using the form set out in Annex 2 to the Consumer Rights Act, the form available at sprawdzonysklep.pl/return-form or in any other form compliant with the Consumer Law.

4. The Seller shall immediately confirm to the Consumer by email (the address provided when the contract was concluded, or another address if specified in the notice submitted) that the notice of withdrawal has been received.

5. In the event of withdrawal from the contract, the contract is deemed not to have been concluded.

6. The Consumer is obliged to return the goods to the Seller without delay, but no later than 14 days from the date on which they withdrew from the contract. To meet the deadline, it is sufficient to post the goods back before the deadline expires.

7. The consumer shall return the goods covered by the contract from which they have withdrawn at their own expense and risk.

8. The consumer shall not bear the costs of delivering digital content that is not recorded on a tangible medium, unless they have consented to the performance of the service before the expiry of the withdrawal period, or were not informed of the loss of their right to withdraw from the contract at the time of giving such consent, or the trader has not provided confirmation in accordance with Article 15(1) and Article 21(1) of the Consumer Rights Act.

9. The consumer shall be liable for any reduction in the value of the goods covered by the contract resulting from their use in a manner exceeding that necessary to ascertain the nature, characteristics and functioning of the goods.

10. The Seller shall, without delay, no later than 14 days from the date of receipt of the notice of withdrawal from the contract submitted by the Consumer, shall refund to the Consumer all payments made by them, including the costs of delivery of the goods, and if the Consumer has chosen a method of delivery other than the cheapest standard method of delivery offered by the Seller, the Seller shall not reimburse the Consumer for the additional costs in accordance with Article 33 of the Consumer Rights Act.

11. The Seller shall refund the payment using the same method of payment as that used by the Consumer, unless the Consumer has expressly agreed to a different method of payment which does not entail any costs for them.

12. The Seller may withhold the refund of the payment received from the Consumer until the goods have been returned or the Consumer has provided proof of their return, whichever occurs first.

13. In accordance with Article 38 of the Consumer Rights Act, the Consumer is not entitled to withdraw from a contract:
    1. where the price or remuneration depends on fluctuations in the financial market over which the Seller has no control, and which may occur before the expiry of the withdrawal period;

    2. where the subject matter of the contract is a non-prefabricated item, manufactured to the consumer’s specifications or intended to meet their individual needs;

    3. where the subject matter of the supply is an item that is liable to deteriorate rapidly or has a short shelf life;

    4. where the subject matter of the contract is an item supplied in sealed packaging which, once opened, cannot be returned for health or hygiene reasons, if the packaging was opened after delivery;

    5. where the subject of the supply consists of goods which, by their nature, are inseparably combined with other goods after delivery;

    6. where the subject of the supply is audio or video recordings or computer software supplied in sealed packaging, if the packaging has been opened after delivery;

    7. the supply of digital content not recorded on a tangible medium, where the performance of the service has commenced with the Consumer’s express consent before the expiry of the withdrawal period and after the trader has informed the Consumer of the loss of the right of withdrawal;

    8. o the supply of newspapers, periodicals or magazines, with the exception of subscription contracts.

§5 Warranty

1. Pursuant to Article 558 §1, second sentence, of the Civil Code, the Seller completely excludes liability towards Customers, including Customers with consumer rights, for physical and legal defects (warranty) to the extent permitted by law. In cases where the exclusion of liability under the warranty is ineffective in relation to a Customer with consumer rights, the provisions below concerning Consumers shall apply.

2. The Seller shall be liable to the Consumer in accordance with the rules set out in Article 556 of the Civil Code and subsequent articles for defects (warranty).

3. In the case of a contract with a Consumer, if a physical defect is discovered within one year of the goods being delivered, it is presumed that the defect existed at the time the risk passed to the Consumer.

4. If the item sold is defective, the Consumer may:

• submit a statement requesting a price reduction;

• submit a notice of withdrawal from the contract;

unless the Seller immediately, and without undue inconvenience to the Consumer, replaces the defective item with one free from defects or remedies the defect. However, if the item has already been replaced or repaired by the Seller, or if the Seller has fulfilled their obligation to replace the item with one free from defects or to remedy the defect, the Seller is not entitled to replace the item or remedy the defect.

5. The Consumer may, instead of the rectification of the defect proposed by the Seller, demand that the item be replaced with one free from defects, or, instead of the replacement of the item, demand that the defect be rectified, unless bringing the goods into conformity with the contract in the manner chosen by the Consumer is impossible or would entail excessive costs compared with the method proposed by the Seller, whereby, in assessing whether the costs are excessive, account shall be taken of the value of the goods free from defects, the nature and significance of the defect found, and the inconvenience to which the Consumer would be exposed by another method of redress.

6. The Consumer may not withdraw from the contract if the defect is minor.

7. If the item sold is defective, the consumer may also:

1) demand that the goods be replaced with goods free from defects;

2) demand that the defect be remedied.

8. The seller is obliged to replace the defective item with one free from defects or to remedy the defect within a reasonable time without causing undue inconvenience to the consumer.

9. The seller may refuse to comply with the consumer’s request, if bringing the defective item into conformity with the contract in the manner chosen by the Consumer is impossible, or would entail excessive costs compared with the other possible method of bringing it into conformity with the contract.

10. Where the defective item has been installed, the Consumer may require the Seller to dismantle and reinstall it following its replacement with a defect-free item or the rectification of the defect; however, they are obliged to bear the portion of the associated costs exceeding the price of the goods sold, or may demand that the Seller pay a portion of the costs of removal and re-installation, up to the amount of the price of the goods sold. Should the Seller fail to fulfil this obligation, the Consumer is authorised to carry out these activities at the Seller’s expense and risk.

11. A Consumer exercising their rights under the warranty is obliged, at the Seller’s expense, to deliver the defective item to the address designated for complaints, and if, due to the nature of the item or the manner in which it has been installed, delivery by the Consumer would be unduly difficult, the Consumer is obliged to make the item available to the Seller at the location where it is situated. Should the Seller fail to fulfil this obligation, the Consumer is authorised to return the item at the Seller’s expense and risk.

12. The costs of replacement or repair shall be borne by the Seller, except in the situation described in §5(10).

13. The Seller is obliged to accept the defective item from the Consumer in the event of its replacement with a defect-free item or withdrawal from the contract.

14. The Seller shall, within fourteen days, respond to:

1) a request for a price reduction;

2) a notice of withdrawal from the contract;

3) a request for the item to be replaced with one free from defects;

4) a request for the defect to be remedied.

Failing this, the Seller shall be deemed to have accepted the Consumer’s statement or request as justified.

15. The seller shall be liable under the warranty if a physical defect is discovered within two years of the item being delivered to the consumer, and, if the item sold is second-hand, within one year of the item being handed over to the Consumer.

16. The Consumer’s claim for the rectification of the defect or the replacement of the item sold with one free from defects shall lapse one year counting from the date the defect is discovered, but not earlier than two years from the date the goods were delivered to the Consumer, and, if the goods sold are second-hand, within one year of the date the goods were delivered to the Consumer.

17. Where the period of suitability for use of the goods, as specified by the Seller or the manufacturer, expires after two years from the date on which the goods were delivered to the Consumer, the Seller shall be liable under the warranty for any physical defects in that item identified before the expiry of that period.

18. Within the time limits specified in §5(15)-(17), the Consumer may submit a notice of withdrawal from the contract or a request for a price reduction on the grounds of a physical defect in the goods sold, and if the Consumer has requested replacement of the goods with goods free from defects or rectification of the defect, the time limit for submitting a notice of withdrawal from the contract or a request for a price reduction shall commence upon the expiry, without result, of the time limit for the replacement of the item or the rectification of the defect.

19. In the event of proceedings before a court or an arbitration tribunal to enforce one of the rights under the warranty, the time limit for exercising other rights to which the Consumer is entitled under the warranty shall be suspended until the proceedings have been finally concluded. This also applies mutatis mutandis to mediation proceedings, in which case the time limit for exercising other rights under the warranty, to which the Consumer is entitled, shall commence on the date on which the court refuses to approve a settlement reached before a mediator or on the date on which the mediation is concluded without result.

20. Paragraph 5(15)-(16) applies to the exercise of rights under the warranty for legal defects in the goods sold, provided that the time limit begins to run from the date on which the Consumer became aware of the defect, and if the Consumer only became aware of the defect as a result of legal proceedings brought by a third party – from the date on which the judgment in the dispute with the third party became final.

21. If, due to a defect in the goods, the Consumer has given notice of withdrawal from the contract or requested a price reduction, they may claim compensation for the loss they have suffered as a result of having entered into the contract, without being aware of the defect, even if the loss was the result of circumstances for which the Seller is not liable; in particular, the Consumer may claim reimbursement of the costs of concluding the contract, the costs of collection, transport, storage and insurance of the goods, reimbursement of expenses incurred to the extent that they did not yield any benefit to the Buyer and were not reimbursed by a third party, and reimbursement of legal costs. This is without prejudice to the provisions concerning the obligation to compensate for damage in accordance with general principles.

22. The expiry of any time limit for identifying a defect does not preclude the exercise of rights under the warranty if the Seller has fraudulently concealed the defect.

23. Where the Seller is obliged to provide a service or make a financial payment to the Consumer, they shall do so without undue delay, and no later than the time limit provided for by law.

24. Articles 563 and 567(2) of the Civil Code shall not apply to a Customer acting as a consumer.

§6 Privacy Policy and Personal Data Security

1. The Seller is the data controller for personal data provided by the Shop’s Buyers.

2. The Seller undertakes to protect personal data in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), the Act of 10 May 2018 on the protection of personal data, and the Act of 18 July 2002 on the provision of electronic services.

3. Details regarding the processing of personal data by the Controller within the Shop are set out in the Privacy Policy.

§7 Final provisions

1. None of the provisions of these Terms and Conditions is intended to infringe the Buyer’s rights. Nor may it be interpreted as such, since in the event of any part of these Terms and Conditions being inconsistent with applicable law, the Seller declares its unconditional compliance with and application of that law in place of the contested provision of these Terms and Conditions.

2. Registered Buyers will be notified of any amendments to these Terms and Conditions and their scope by email (to the address provided during registration or when placing an order). Notification will be sent at least 30 days before the new Terms and Conditions come into force. Amendments will be made to bring the Terms and Conditions into line with the current legal framework.

3. The current version of the Terms and Conditions is always available to the Buyer in the ‘Terms and Conditions’ tab. During the fulfilment of the order and throughout the entire period of after-sales support, the Terms and Conditions accepted by the Buyer when placing the order shall apply. This is unless the Consumer considers them to be less favourable than the current version and informs the Seller of their choice to have the current version apply.

4. In matters not covered by these Terms and Conditions, the relevant applicable legal provisions shall apply. Disputes, if the Consumer so wishes, shall be resolved through mediation proceedings before the Provincial Inspectorates of Trade Inspection or through arbitration proceedings before the arbitration tribunal attached to the Provincial Inspectorate of Trade Inspection. The Consumer may also make use of equivalent and lawful methods of pre-litigation or out-of-court dispute resolution, e.g. via the EU’s ODR (Online Dispute Resolution) platform, available at http://ec.europa.eu/consumers/odr/. As a last resort, the matter shall be settled by the court having jurisdiction over the place and subject matter.

5. The provisions concerning Customers with consumer rights set out in these Terms and Conditions apply to Contracts concluded from 18 August 2021.